Press Releases

Jan 17, 2018

Winnipeg, MB,
January 17, 2018 – Ag Growth International Inc. (“AGI” or the “Company”) (TSX:
AFN) announced today that it recently acquired CMC Industrial Electronics
(“CMC”) and Junge Control Inc. (“JCI”). Combined sales and adjusted EBITDA[1] for the two entities in their most recently completed fiscal years were approximately
$15 million and $4 million, respectively.

CMC is a
leading supplier of hazard monitoring sensors and systems used in agricultural
material handling applications. CMC also manufactures commercial bin monitoring
sensors and systems. Founded in 1997, CMC has locations in Burnaby, BC, and
Minneapolis, MN. CMC has strong relationships with domestic and multinational
customers and provides AGI with new products to better serve its customers in
an environment of increasingly stringent safety standards.

JCI is a
leading manufacturer of automation, measurement and blending systems for the
agriculture and fuel industries. Founded in 1979, JCI is based in Cedar Rapids,
Iowa. JCI’s precision blending and measurement systems, focused primarily on
liquid fertilizer blending, are highly complementary to AGI’s fertilizer
product offering and further broadens AGI’s fertilizer platform.

The
acquisitions of CMC and JCI add significant strength to our applied technology
platform, and continue to evolve our product and solution portfolio enabling us
to serve current and future customers with broader solutions. AGI is proud to
welcome the teams from CMC and JCI to the AGI family.

AGI is a leading manufacturer of portable and
stationary grain and fertilizer handling, storage and conditioning equipment,
including augers, belt conveyors, chain conveyors, grain storage bins, grain
handling accessories, grain aeration equipment and grain drying systems. AGI
has manufacturing facilities in Canada, the United States, the United Kingdom, Brazil,
South Africa and Italy and distributes its product globally.
Further information can be found in the
disclosure documents filed by AGI with the securities regulatory authorities,
available at www.sedar.com and
on AGI's website www.aggrowth.com.

Non-IFRS
Financial Measures

In analyzing
our and CMC's and JCI's results, we supplement our use of financial measures
that are calculated and presented in accordance with International Financial
Reporting Standards (“IFRS”) with a number of non-IFRS financial measures. A
non-IFRS financial measure is a numerical measure of a company's historical
performance, financial position or cash flow that excludes (includes) amounts,
or is subject to adjustments that have the effect of excluding (including)
amounts, that are included (excluded) in the most directly comparable measures
calculated and presented in accordance with IFRS. Non-IFRS financial measures
are not standardized; therefore, it may not be possible to compare these
financial measures with non-IFRS financial measures of other companies' having
the same or similar businesses. We strongly encourage investors to review our
consolidated financial statements and publicly filed reports in their entirety
and not to rely on any single financial measure.

In
particular, this news release refers to the combined “adjusted EBITDA” of CMC
and JCI for their most recently completed fiscal years, which is, in the case
of CMC: earnings of CMC before income taxes, finance costs, depreciation and
amortization and certain adjustments including vendor compensation and expenses
related to the transaction; and in the case of JCI, is earnings of JCI before
income taxes, finance costs, depreciation and amortization and certain
adjustments including vendor compensation, related party expenses and expenses
related to the transaction.

Management believes
that, in addition to sales, profit or loss and cash flows from operating,
investing, and financing activities, adjusted EBITDA is a useful supplemental
measure in evaluating CMC's and JCI's performance. Management cautions
investors that adjusted EBITDA should not replace sales or profit or loss as
indicators of performance, or cash flows from operating, investing, and
financing activities as a measure of a company’s liquidity and cash flows.
AGI’s method of calculating adjusted EBITDA may differ from the methods used by
other issuers.

In addition,
the combined sales and adjusted EBITDA amounts of CMC and JCI included in this
news release are derived from their respective financial statements, which are
prepared in accordance with generally accepted accounting principles for
private enterprises in Canada and the United States, respectively, which differ
in some material respects from IFRS, and accordingly may not be comparable to
the financial statements of AGI or other Canadian public companies.

Forward-Looking Information

This news
release contains forward-looking information within the meaning of applicable
securities laws that reflects our expectations regarding the future growth,
results of operations, performance, business prospects, and opportunities of
the Company. Forward-looking information may contain such words as
“anticipate”, “believe”, “continue”, “could”, “expect”, “intend”, “plan”,
“will” or similar expressions suggesting future conditions or events. In
particular, the forward looking information in this news release includes
information relating to our outlook for our financial and operating
performance, including statements with respect to our enhanced competitive
position as a result of the acquisitions of CMC and JCI and the anticipated
impact of the acquisitions on AGI's business.

Such
forward-looking information reflects our current beliefs and is based on
information currently available to us, including certain key expectations and
assumptions concerning anticipated grain production in our market areas,
contributions from CMC and JCI and other recent acquisitions, financial
performance, business prospects, strategies, product pricing, regulatory
developments, political events, tax laws, the sufficiency of budgeted capital
expenditures in carrying out planned activities, currency exchange rates and
the cost of materials, labour and services. Forward-looking information
involves significant risks and uncertainties. A number of factors could cause
actual results to differ materially from results discussed in the
forward-looking information, including changes in international, national and
local macroeconomic and business conditions, weather patterns, crop planting,
crop yields, crop conditions, the timing of harvest and conditions during
harvest, seasonality, industry cyclicality, volatility of production costs,
agricultural commodity prices, the cost and availability of capital, currency
exchange rates, the availability of credit for customers, competition and AGI's
failure to achieve the expected benefits of the CMC, JCI and other recent
acquisitions. Further, there can be no assurance that any of the anticipated
strategic and other benefits of the CMC and JCI acquisitions will be realized.
These and other risks and uncertainties are described under “Risks and
Uncertainties” and "Forward-Looking Information" in our most recently
filed Management's Discussion and Analysis and Annual Information Form. These
factors should be considered carefully, and readers should not place undue
reliance on the Company’s forward-looking information. We cannot assure readers
that actual results will be consistent with these forward-looking information
and we undertake no obligation to update such information except as expressly
required by law.